Welcome to the members’ 2018 annual newsletter for the NTL Pension Plan (the ‘Plan’) sent on behalf of the Trustees of the Plan.

Since our last annual newsletter, we have seen several changes to the Trustees. In March, Tony Gee announced his retirement as a Member Nominated Trustee and Maurice Daw will also be stepping down as a trustee. On behalf of the remaining Trustees, I thank Tony and Maurice for their valued commitment to the Plan.

We have welcomed two new Trustees to the Plan this year; Peter Heslop (who will take over from Tony as a member-nominated trustee) and Hugh Woolford. Both Peter and Hugh also act as Trustees to other pension schemes so they both come with experience to their roles, Hugh is also currently Build Director at Virgin Media. I know both of them are very motivated to help maintain the high standards of governance in the Plan, and ensure that you, as members, have confidence that your benefits will continue to be as secure as possible.

At the time of writing, the full list of Trustees of the Plan were:

• Ross Russell Limited (Chairman) (represented by Ross Russell)

• Dick Buckle (Member Nominated Trustee)

• Peter Heslop (Member Nominated Trustee)

• David Rodman

• Tom O’Connor

• Hugh Woolford

Over the year, the Plan’s administrator, formally PS Administration Limited, merged with Xafinity Consulting. The merged business is now called ‘XPS Administration’, from whom you will now receive correspondence. There will be no change in the service which you will receive.

2017 valuationThe Plan undertakes a formal actuarial valuation at least every three years to check on the Plan’s financial position and to ensure that the strategy for making sure that the Plan can meet its benefits obligations as they fall due remains appropriate. The latest valuation fell due as at 31 December 2017 and the Trustees are currently performing their review in conjunction with their advisers. The Trustees hope to reach agreement with the Company and finalise the valuation later in 2018. More information will be provided in next year’s newsletter, though we note the Plan continues to be in strong financial health.

Further information regarding the Plan’s historic funding position is provided in the ‘Summary Funding Statement’ at the back of the newsletter.

Asset performance The Plan’s assets have performed well over 2017 with strong growth in the Plan’s return seeking assets. The Plan’s ‘matching assets’, which the Trustees hold in order to help protect the Plan from interest rate and inflation changes, also did their job and helped further improve the Plan’s funding position. The chart on page 7 shows the range of investments the Plan held as at 31 December 2017.

The Trustees made a significant investment change in 2017 and entered into a second ‘buy-in’ contract with PIC whilst, at the same time, amending the mix of their return seeking assets. More information on what a buy-in is and why the Trustees took this decision can be found on page 2.

Your opinion mattersYou will have noticed that this year’s newsletter is in a different format to previous years and we would welcome your feedback on it. Please let us know your views on this newsletter and whether there is any additional information that you feel would be helpful that the Trustees communicate to you each year. Please email the Plan’s secretary, Caroline West (Caroline.West@virginmedia.co.uk), with your feedback.

Ross RussellChairman of the Trustees

…you have applied to HMRC for tax

‘protection’

…your details are out-of-date including

information about your dependants

…you want to know more about transferring

your benefits out of the Plan

…you are approaching retirement and wish to

take some of your pension as a cash lump sum

The NTL Pension PlanAnnual newsletter 2018

Please let us know if…

Contact XPS Administration:XPS Administration,

Albion, Fishponds Road, Wokingham, RG41 2QE

T: 0118 313 0870E: NTLPPAdministration@

xpsgroup.co.uk

More information available at:

www.ntlpensionplan.com

Username: user.ntlppPassword: V1rg1nm3d1a

Useful information for members

Insuring the Plan’s liabilities – buy-in and buy-outIncreasing member security via ‘buy-in’

As mentioned on page 1, the Trustees entered into a “buy-in” contract in September 2017 with Pension Insurance Corporation (PIC). The Plan now has two buy-in contracts, following the 2011 transaction, also with PIC. A buy-in is an insurance vehicle whereby the insurance company agrees, in return for an initial lump sum premium, to pay an income to the Plan that exactly matches the pension outgo for a group of pensioner members. Given the stringent regulatory environment that buy-in insurers have to operate in, which includes them having to invest in low risk assets and hold sufficient monetary capital to guard against poor asset performance, entering into a buy-in could be viewed as the ultimate secure investment. The reasons why the Trustees decided to enter into the buy-in contracts were that they improve the security of the whole of the Plan’s membership and reduce the reliance on investment returns and the Company’s support.

Does it matter if my benefits are bought-in? It makes no difference to the security of your benefits whether or not you were part of the group included in the buy-in arrangement. The Plan remains liable for meeting all members’ benefits from its assets, with help from the Company, if required. The buy-in should therefore be considered as an investment vehicle that increases the security of all members’ benefits.

Whose benefits are bought-in? For both buy-in transactions the sample of members chosen to form the buy-in were selected at random so that the age and gender profile of the sample was similar to the characteristics of the Plan’s pensioner population as a whole.

Ultimately securing your benefits via ‘buy-out’

As part of the funding strategy of the Plan, the Trustees and the Company have had a long term agreement in place to target being in a position to ‘buyout’ the Plan’s benefits with an insurer by 31 December 2026. A buyout is a process whereby an insurer (or multiple insurers), would take on the responsibility for paying all of the Plan’s pensions in return for a lump sum premium. At the point of buying out, the Plan would cease to have any liabilities, as the insurance company would pay all pensions directly to members, and therefore the Plan would “wind-up” and cease to exist. Due to the Plan’s strong financial position, the Trustees are now are expecting that they might be in a position to buy-out well in advance of 31 December 2026, and perhaps as early as 2020.

Why would the Trustees want to pass our pensions to a third party? Wouldn’t it be more secure for the Trustees to look after our interests? The obligations of the Trustees are to protect the security of members’ benefits. Currently the security of your benefits depends on investment returns from the Plan’s assets as well as the Company’s ongoing support. Whilst the Trustees try to minimise the risk that investment losses impact the Plan’s ability to pay pensions, and whilst the Company’s support is currently strong, neither of these can be guaranteed over the next 60-70 years that pensions will need to be paid from the Plan. By buying-out the Plan, the insurance company would take on the responsibility of providing the Plan’s pensions and, as noted in the buy-in section above, the regulatory environment in which the insurers operate means that your pension will be expected to be more secure following the buy-out. No pension insurer has ever gone insolvent and even if they did the Financial Service Compensation Scheme (“FSCS”) acts as a fail-safe and would step in to secure the pensions of an insolvent insurer.

Who would be responsible for paying my pension and who would I contact? Once the Plan has bought-out, the insurer(s) would accept all responsibilities for the administration and payment of your pension. The insurers in this market have high quality administration practices and administer hundreds of thousands of member’s benefits. The Trustees would, of course, undertake due diligence to ensure that any buyout would be with an insurer which has a proven track record of providing high quality service to its customers.

Will my pension change? If you are in receipt of a pension at the point of buyout then your benefits will not change as the insurer will exactly match the benefits that you are receiving. If you were yet to retire at the point of buyout there may be some different options available to you at the point you retire. The Trustees will be communicating with members regarding the options available to you in the Plan later in the year.

Do I get a choice to stay in the Plan or to which insurer my pension is transferred to? When choosing an insurer to take on the Plan’s benefits, the Trustees will consider many factors and carry out due diligence on all potential providers. The Trustees will make a decision that they feel most benefits all members’ interests. Each individual member of the Plan will not be able to choose the insurer they are placed with but you should note that all insurers are subject to the same regulatory environment and should all be viewed as very secure. Once the Plan has bought-out then it will cease to exist and therefore it is not possible to remain within the Plan.

2 I NTL Pension Plan – Members’ annual newsletter

Is there anything I need to do in advance of the Trustees buying out the Plan? You do not need to take any action though, as ever, we would encourage you to keep your contact details up to date so that we can continue to communicate with you in future.

Member optionsMembers of the Plan have several options for how they access their benefits within the Plan and do not need to, necessarily, take all of their pension as an annual income. For example, members can take a tax free lump sum at retirement or exchange some of their annual increases for a higher, fixed pension. Members who have not yet retired also have the option to transfer their benefits away from the Plan (otherwise known as a “transfer value”) and place them in a personal pension and therefore access their pension flexibly, utilising drawdown products.

As the Plan nears buyout (see page 2) it is important that you, as a member of the Plan, understand the options available to you and are aware of what options may no longer be available after buyout has occurred. With the aim of ensuring that members fully understand their benefit entitlements, the Trustees plan to run a “Member Options Exercise” in the coming months. The Trustees will be writing to you in due course and at this stage there is no action for members to take. The Trustees do ask that you keep your address details up-to-date to ensure that we can continue to communicate with you.

Avoid being a victim of pensions scamsThe Pensions Regulator, the Pensions Advisory Service (TPAS) and HM Revenue & Customs (HMRC) have issued strong warnings about pension scams and the potential risks of taking up offers which claim to be able to release cash from your pension before you reach age 55 or in larger quantities than are currently allowed under the law (sometimes referred to as ‘pension liberation’, ‘early pension release’ or ‘pension loans’). You can find more information about the consequences of these offers at:

www.thepensionsregulator.gov.uk/individuals/dangers-of-pension-scams.aspx

The Trustees take steps to help reduce the risk of the Plan’s members transferring their pension benefits to a pension plan that does not operate in accordance with HMRC requirements. However, should you wish to transfer your benefits to another arrangement it is your responsibility to ensure, by taking appropriate advice, that you understand the arrangement to which you are transferring including any charges and investments that will apply and potential tax implications during and following the transfer of your benefits.

Lifetime and Annual Allowance’sFor the 2018-19 tax year the Lifetime Allowance (i.e. the maximum amount of tax-relieved pension savings an individual is able to make in their lifetime) increased to £1,030,000 (from £1,000,000). The Annual Allowance (i.e. the amount of tax relieved pension savings an individual can make in a year) for the 2018-19 tax year has been maintained at £40,000.

Safeguarding your dataAs a member of the Plan you agree to provide personal data to the Trustees and consent to the processing and disclosure of this data to the Company and such professionals and other third parties that the Trustees have chosen to assist them. The data will be held during your membership of the Plan or any longer period necessary to answer questions relating to your benefits.

In line with the new data protection laws that came into force in May 2018 (the “General Data Protection Regulation” or “GDPR”) the Trustees have a Privacy Notice which can be downloaded from www.ntlpensionplan.com. We would recommend that you read this notice carefully as it explains how we use your data and the safeguards in place. Should you have any questions relating to the Privacy Notice or wish for us to send a copy to you, please contact the administration team using the details on page 8.

Services available to pensioners If you have any questions or need to change any information held on your pension records there are two main sources of information:

XPS Administration – this is the new name of the Plan administrators, PS Administration Limited, following the merger with Xafinity Consulting; another UK pensions specialist. The team at XPS Administration have access to your individual records and a good knowledge of the Plan benefits should you have any questions about your benefits. Amongst other issues they can assist with questions relating to retirement, tax treatment of pensions or updating your personal details.

Virgin Media Employee Services – provide the payroll facility for the Plan pensioners; their contact details appear on your payslip. Questions about the level of pension you are receiving or your personal details should be directed to XPS Administration. However, Employee Services will be able to assist with other questions you have regarding the information shown on your payslip. The contact centre will not have direct access to your records but will be able to record your query and contact details and pass these to the Pay & Reward team to provide a response.

NTL Pension Plan – Members’ annual newsletter I 3

Summary Funding Statement

Funding positionAs mentioned earlier in the newsletter, the most recent funding valuation at 31 December 2017 is not yet complete. Therefore this “Summary Funding Statement” sets out information on the Plan’s funding position as at 31 December 2016, and reflects an approximate update from the last formal valuation of the Plan as at 31 December 2014. A summary of the funding position as at 31 December 2016 is shown below, with the funding position as at 31 December 2014 shown for comparison.

Since the 2014 valuation, the Plan’s funding position has improved. The main reasons for this are higher than assumed returns from the Plan’s growth assets and the deficit reduction contributions paid by the Company. These have been partially offset by the unanticipated rise in the value of the liabilities (net of the rise in the liability matching assets) caused by the deterioration of market conditions and in particular a fall in expected future interest rates.

We agreed an updated recovery plan with the Company following the actuarial valuation as at 31 December 2014, under which the Company agreed to make the following payments to the Plan:

The combination of the above contributions and investment returns over the period until 31 December 2026 was expected to result in the Plan being fully funded, and able to buy-out, at that date. Further detail is set out in the actuarial valuation report – a copy of which is available to view on the Plan’s website.

* Note the above assets exclude Additional Voluntary Contributions (‘AVCs’).

£m 2014 Valuation 2016 Update

Assets* 383.2 490.1

Amount needed to provide benefits (Technical Provisions) 551.0 649.6

Surplus/(Deficit) (167.8) (159.5)

Funding level 70% 75%

Year ending 31 December

2016 £17.8m in equal monthly instalments plus an additional £3.3m by 31 March 2016

2017 £17.8m in equal monthly instalments

2018 £11.3m in equal monthly instalments

2019 £11.3m in equal monthly instalments

2020 £14.0m in equal monthly instalments

4 I NTL Pension Plan – Members’ annual newsletter

304

433

318

469

336

439383

551

381

549490

650

Assets

Liabilities

31 December 2011 31 December 2012 31 December 2013 31 December 2014 31 December 2015 31 December 2016

£0m

£100m

£200m

£300m

£400m

£500m

£600m

How is my pension paid for?The Company pays contributions to the Plan so that it can pay pensions to members when they retire. The money to pay for members’ pensions is held in a common fund separate from the Company and controlled by the Trustees. It is not held in separate funds for each individual.

Payments to the CompanyThere has not been any payment to the Company out of the Plan’s funds in the year to 31 December 2017.

The importance of the Company’s supportThe Trustees’ objective is to have enough money in the Plan to meet its pension liabilities now and in the future. However, the success of the Plan relies on the Company continuing to support the Plan (before any buy-out) because:

• the funding level can fluctuate, and if there is a funding shortfall, the Company will usually need to put in more money; and

• the target funding level may turn out not to be enough so that the Company will need to put in more money; and

• the Company pays for the expenses of running the Plan on an annual basis.

The Trustees receive regular financial updates on the Company’s performance.

What would happen if the Plan started to wind up?Winding up means that members’ accrued benefits are bought out using insurance policies to the extent possible, using the Plan’s assets, and then the Plan trust is dissolved so it ceases to exist. If the Plan wound up before the planned buy-out, you might not get the full amount of pension due under the Plan Rules even if the Plan was fully funded versus our target funding level. However, whilst the Plan remains ongoing, benefits will continue to be paid in full.

The estimated amount needed to ensure that all members’ benefits could have been paid in full, if the Plan had started winding up (full solvency) on 31 December 2014 was £572m (i.e. a shortfall of £189m).

In the event of wind up, the Company is required to pay enough into the Plan to enable the members’ benefits to be completely secured with an insurance company. If, however, the Company became insolvent and was unable to pay this full amount, the Pension Protection Fund might be able to take over the Plan and pay compensation to members, subject to certain limits.

For further information and guidance, visit the Pension Protection Fund’s website at www.pensionprotectionfund.org.uk.

The following chart shows how the funding position of the Plan has developed over the last 5 years.

NTL Pension Plan – Members’ annual newsletter I 5

Summary of the Plan’s Report and Accounts

Each year the Trustees are required by law to draw up an Annual Report and Accounts as at 31 December. Here you will find a summary of the information contained in the latest accounts, as at 31 December 2017. Our Auditors for the Plan, Ernst & Young LLP, have audited the accounts and confirmed they give a true and fair view. They have also confirmed that the contributions have been paid in accordance with the Schedule of Contributions certified by the Scheme Actuary. A copy of the full report is available from the Plan’s administrators, XPS Administration, whose contact details are on the back page.

Membership of the Plan The number of members as at the year-end was:

31 December 2017 31 December 2016

Deferred pensioners 419 453

Pensioners 907 886

Over the year, the following members of the Plan sadly passed away:

• Mr FL Brown• Mr LC D’Agostino• Mr PM Davidge

• Mr DR Evans• Mr N Hancock• Ms Z Jiwenjee

• Mrs BM Kerr• Mr FEF Mole• Mrs EM Patience

• Mrs JE Phillips• Mr B Taylor

<30

6

0

30 - 34

0

0

35-39

0

4

40 - 44

1

16

45 - 49

4

79

50 - 54

11

150

55 - 59

18

191

60 - 64

19

210

65 - 69

16

195

70 - 74

19

229

75 - 79

9

152

80 - 84

3

75

85 - 89

0

16

90 - 94

0

3

25%

20%

15%

10%

5%

0%

Number ofmembers

Proportion of Plan’s liabilities split by age band

6 I NTL Pension Plan – Members’ annual newsletter

InvestmentAs at 31 December 2017 the value of the Plan’s assets was £517.7m (£490.1m at 31 December 2016). The distribution of the asset classes for the Plan at 31 December 2017 was as follows:

Income and expenditure The following chart shows the Plan’s income and outgo over the year.

210.3

233.8

65.4

8.2

Growth assets

Matching assets

Buy-in policies

Net current assets and AVC funds

All figures£ms

-25,000

-15,000

-5,000

5,000

15,000

25,000

35,000

7,156

23,874

6,328

21,765

2017 2016

2017 2016

-14,872

-3,360-489

-13,930

-1,005-453

Investment management expensesLeavers (transfers out)Benefits (including pension commencement lump sums)Investment incomeEmployer and Employee contributions

Income and expenditure (£000s)

Buy-in policies are the value of the benefits currently secured with PIC.

Matching assets are made up of Government-issued bonds, along with other low risk assets.

Growth assets are a mixture of equities, property and hedge funds designed to earn the Plan higher asset returns.

NTL Pension Plan – Members’ annual newsletter I 7

If you require any information about your benefits or wish to receive further information about the Plan, please contact the Plan’s administrators:

XPS Administration (formerly PS Administration Limited)

Albion, Fishponds Road, Wokingham, RG41 2QE

t 0118 313 0870 email NTLPPAdministration@xpsgroup.co.uk

Other useful contacts include:Virgin Media Employee Services: t 0345 149 0845 - Option 2

The Pensions Advisory Service: 11 Belgrave Road, London, SW1V 1RB t 0800 011 3797

The Pensions Ombudsman: 10 South Colonnade, Canary Wharf, E14 4PU t 0800 917 4487

Registrar of Occupational and Personal Pension Plans and Pension Tracing Service

The Plan is registered with the Registrar of Occupational and Personal Pension Plans which acts as a tracing agency to help individuals keep track of benefits they have in previous employers’ schemes. If you need to contact them, please write to:

Pension Tracing Service, The Pension Service 9, Mail Handling Site A, Wolverhampton, WV98 1LU

t 0800 731 0193

Further information can also be found at www.gov.uk/find-lost-pension

Useful contacts

8 I NTL Pension Plan – Members’ annual newsletter